United States Securities and Exchange Commission
                     Washington, D.C. 20549
                                
                            FORM 10-Q
                                
(Mark One)
         X    Quarterly Report Pursuant to Section 13 or
              15(d) of the Securities Exchange Act of 1934

              For the Quarterly Period Ended June 30, 1997
                                
                                or

              Transition Report Pursuant to Section 13 or
              15(d) of the Securities Exchange Act of 1934

              For the Transition period from ______  to ______
                                
                                
                  Commission File Number: 0-11894


                   SOUTHERN TIMBER PARTNERS 2
      Exact Name of Registrant as Specified in its Charter


           Georgia
State or Other Jurisdiction of                   13-3139157
Incorporation or Organization           I.R.S. Employer Identification No.


3 World Financial Center, 29th Floor,
New York, NY    Attn.: Andre Anderson              10285
Address of Principal Executive Offices            Zip Code

                         (212) 526-3237
       Registrant's Telephone Number, Including Area Code
                                

Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.      Yes    X    No ____
                                



Balance Sheets                                 At June 30,     At December 31,
                                                     1997                1996
Assets
Timber and timberland, at cost:               $        --      $    1,160,233
Cash and cash equivalents                         823,361             914,981
Prepaid insurance                                   5,562               2,450
Due from related party                             31,850              31,850
Investment in joint venture                     4,494,813           4,517,604
  Total Assets                                $ 5,355,586      $    6,627,118

Liabilities and Partners' Capital
Liabilities:
Accounts payable and accrued expenses         $    29,425      $       34,800
Due to affiliates                                  64,667              66,535
  Total Liabilities                                94,092             101,335
Partners' Capital (Deficit):
 General Partner                                  (41,996)            (41,996)
 Limited Partners (37,191 units outstanding)    5,303,490           6,567,779
  Total Partners' Capital                       5,261,494           6,525,783
  Total Liabilities and Partners' Capital     $ 5,355,586      $    6,627,118



Statement of Partners' Capital (Deficit)
                                           General        Limited
For the six months ended June 30, 1997     Partner       Partners        Total

Balance at December 31, 1996            $  (41,996)   $ 6,567,779  $ 6,525,783
Cash distributions                         (16,154)    (1,599,213)  (1,615,367)
Net income                                  16,154        334,924      351,078
Balance at June 30, 1997                $  (41,996)   $ 5,303,490  $ 5,261,494



Statements of Operations              Three months             Six Months
                                     ended June 30,           ended June 30,
                                    1997        1996        1997         1996
Income
Gain on sales of timberland    $ 433,981   $      --   $ 433,981   $       --
Interest                          13,608      29,398      25,414       62,076
Other                              1,360         780       2,400        1,495
  Total income                   448,949      30,178     461,795       63,571

Expenses
Property operating                15,490      21,790      34,660       44,232
General and administrative        29,451      17,640      53,266       67,522
  Total expenses                  44,941      39,430      87,926      111,754
Income (loss) from operations    404,008      (9,252)    373,869      (48,183)
Other Loss
Loss from joint venture           (9,110)     (6,461)    (22,791)     (13,002)
     Net Income (Loss)         $ 394,898   $ (15,713)  $ 351,078   $  (61,185)
Net Income (Loss) Allocated:
To the General Partner         $  16,592   $    (157)  $  16,154   $     (612)
To the Limited Partners          378,306     (15,556)    334,924      (60,573)
                               $ 394,898   $ (15,713)  $ 351,078   $  (61,185)
Per limited partnership unit
(37,191 outstanding)              $10.17       $(.42)      $9.01       $(1.63)



Statements of Cash Flows
For the six months ended June 30,                         1997           1996
Cash Flows From Operating Activities
Net income (loss)                                   $  351,078     $  (61,185)
Adjustments to reconcile net income (loss)
to net cash used for operating activities:
 Gain on sales of timberland                          (433,981)            --
 Loss from joint venture                                22,791         13,002
 Increase (decrease) in cash arising from
 changes in operating assets and liabilities:
    Prepaid insurance                                   (3,112)          (575)
    Accounts payable and accrued expenses               (5,375)         3,209
    Due to affiliates                                   (1,868)       (41,918)
Net cash used for operating activities                 (70,467)       (87,467)
Cash Flows From Investing Activities
 Proceeds from sales of timberland                   1,594,214             --
Net cash provided by investing activities            1,594,214             --
Cash Flows From Financing Activities
 Cash distributions paid                            (1,615,367)            --
Net cash used for financing activities              (1,615,367)            --
Net decrease in cash and cash equivalents              (91,620)       (87,467)
Cash and cash equivalents, beginning of period         914,981      2,332,145
Cash and cash equivalents, end of period            $  823,361     $2,244,678



Notes to the Financial Statements

The unaudited interim financial statements should be read in
conjunction with the Partnership's annual 1996 audited financial
statements within Form 10-K.

The unaudited financial statements include all adjustments which
are, in the opinion of management, necessary to present a fair
statement of financial position as of June 30, 1997 and the
results of operations for the three and six months ended June 30,
1997 and 1996, cash flows for the six months ended June 30, 1997
and 1996 and the statement of partners' capital (deficit) for the
six months ended June 30, 1997.  Results of operations for the
period are not necessarily indicative of the results to be
expected for the full year.

Reclassification  Certain prior year amounts have been
reclassified to conform to the current year's presentation.

The following significant event has occurred subsequent to fiscal
year 1996, which requires disclosure in this interim report per
Regulation S-X, Rule 10-01, Paragraph (a)(5).

On April 21, 1997 the Partnership completed a combined sale of
the entire Claxton and Southern Timberland Tracts for net
proceeds of $1,594,214 and a net gain of approximately $434,000.



Part I, Item 2.  Management's Discussion and Analysis of
Financial Condition and Results of Operations.

Liquidity and Capital Resources

On April 21, 1997 the Partnership completed a combined sale of
the entire Claxton and Southern Timberland Tracts for net
proceeds of $1,594,214 and a net gain of approximately $434,000.
On April 30, 1997, the Partnership paid a cash distribution to
the limited partners in the amount of $1,599,213, or $43 per
Unit, representing proceeds from the sale of the Claxton and
Southern Timberland Tracts.

The Partnership's sole remaining timberland asset is a 76%
interest in a joint venture (the "Joint Venture") which owns the
Laurel View Tract, a 1,709 acre tract located near Savannah,
Georgia.  The remaining 24% interest in the Joint Venture is
owned by an affiliated partnership, Southern Timber Partners 1.
The partnerships began actively marketing the parcel for sale,
and during 1996 engaged the services of CB Commercial, a national
commercial real estate brokerage firm.  The General Partner has
been in discussions with several possible buyers, but to date, no
final agreements have been reached.  Although the Partnership
will attempt to sell the Laurel View Tract during 1997, there can
be no assurance a sale will occur within this time frame or that
any particular price will be obtained.

The Partnership had cash and cash equivalents at June 30, 1997 of
$823,361 compared to $914,981 at December 31, 1996.  The decrease
is primarily due to distributions to the limited partners and the
payment of property operating and general and administrative
expenses in excess of interest and other income in 1997.  The
Partnership's cash, along with funds generated from future
timberland sales from the Joint Venture, are expected to provide
sufficient liquidity for operations.

Accounts payable and accrued expenses totaled $29,425 at
June 30, 1997, compared to $34,800 at December 31, 1996.  The
decrease is primarily attributable to the payment of audit,
professional fees and postage expenses.

Results of Operations

The Partnership's operations resulted in net income of $394,898
and $351,078, respectively, for the three and six months ended
June 30, 1997, compared to net losses of $15,713 and $61,185,
respectively, for the corresponding periods in 1996.  The change
from net loss to net income for the three-month period is
primarily due to an increase in total income resulting from the
gain on the sale of the Claxton and Southern Timberland Tracts,
which was partially offset by an increase in total expenses and
loss from the Joint Venture.  The change from net loss to net
income for the six-month period is primarily due to an increase
in total income resulting from the gain on the sale of the
Claxton and Southern Timberland Tracts and a decrease in total
expenses, which was partially offset by an increase in loss from
the Joint Venture.

The Partnership generated total income of $448,949 and $461,795
for the three and six months ended June 30, 1997, respectively,
compared to total income of $30,178 and $63,571 for the
corresponding periods in 1996.  The increases in total income for
the 1997 periods are primarily attributable to the gain on sales
of timberland, which was partially offset by decreases in
interest income.  Interest income totaled $13,608 and $25,414 for
the three and six months ended June 30, 1997, respectively,
compared to $29,398 and $62,076, respectively, for the
corresponding periods in 1996. The decreases are primarily the
result of a lower average cash balances in 1997.

Total expenses were $44,941 and $87,926 for the three and six
months ended June 30, 1997, compared to $39,430 and $111,754 for
the corresponding periods in 1996.  The increase for the
three-month period is primarily the result of higher general and
administrative expenses, which were partially offset by lower
property operating expenses.  The decrease for the six-month
period is primarily the result of lower property operating and
general and administrative expenses.  General and administrative
expenses for the three and six months ended June 30, 1997 were
$29,451 and $53,266, respectively, compared to $17,640 and
$67,522 for the same periods in 1996.  During the 1997 periods,
certain expenses incurred by an unaffiliated third party service
provider in servicing the Partnership, which were voluntarily
absorbed by affiliates of the General Partner in prior periods,
were reimbursable to the General Partner and its affiliates.  For
the six-month period, these expenses were partially offset by
lower appraisal and other professional fees, resulting in a
decrease in general and administrative expenses for the 1997
period.

Property operating expenses were $15,490 and $34,660 for the
three and six months ended June 30, 1997, respectively, compared
to $21,790 and $44,232 for the corresponding periods in 1996.
The decreases are mainly due to a decline in real estate fees for
1997 due to the sale of timberland.

The Partnership recognized losses from joint venture of $9,110
and $22,791 for the three and six months ended June 30, 1997,
respectively, compared with losses from joint venture of $6,461
and $13,002 for the corresponding periods in 1996.  The increased
losses from joint venture are mainly attributable to the payment
of joint venture general and administrative expenses in 1997,
whereas no such costs were incurred during 1996.



Part II        Other Information

Items 1-5      Not applicable.

Item 6         Exhibits and reports on Form 8-K.

               (a)  Exhibits -

                    (27) Financial Data Schedule

               (b)  Reports on Form 8-K - No reports on Form 8-K
                    were filed during the quarter ended June 30, 1997.



                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.



                         SOUTHERN TIMBER PARTNERS 2

                    BY:  Timber Resources Corp. II
                         General Partner



Date:  August 13, 1997   BY:  /s/Paul L. Abbott
                              Director and Chief Executive Officer



Date:  August 13, 1997   BY:  /s/Robert J. Hellman
                              President and Chief Financial Officer